SINGAPORE – Incredible Holdings has been directed to update shareholders on its business and financial position after failing to hold its annual general meeting (AGM) for two consecutive financial periods, prompting a formal warning from the stock exchange regulator.
In a notice of compliance dated April 28, Singapore Exchange Regulation (SGX RegCo) said the Catalist-listed company had last held an AGM in August 2023, and did not convene meetings for the financial periods ended June 2024 and June 2025, placing it in breach of listing rules.
As a result, SGX RegCo has directed the company to hold an in-person information session within four months to update shareholders on its current state of affairs and future plans, and to provide an opportunity for investors to raise concerns.
The information session must be conducted in a manner similar to an AGM, although no formal resolutions will be tabled for voting. The company is required to give at least 14 days’ notice of the session, publishing details such as the date, venue and agenda, and allowing shareholders at least seven days to submit questions in advance.
It must also respond to all substantial and relevant queries from shareholders and publish minutes of the session within a month, including the questions raised and responses provided.
Incredible Holdings is expected to convene all outstanding AGMs within one year. Failure to comply with these directives could result in disciplinary action, including placing directors and executives on a watchlist, SGX RegCo said.
Directors who step down before ensuring the company meets the requirements may still be flagged as “jump ship” directors and remain on the watchlist even after compliance is achieved.
The compliance notice comes amid broader scrutiny of the company’s operations and financial position.
In earlier queries on March 12, SGX had asked Incredible Holdings to provide detailed plans for its business, including whether it can continue operating as a going concern over the next 12 months.
The company, which does not have a clear business, said it is exploring strategic transactions such as partnerships, capital injections and possible reverse takeovers, while also implementing cost controls and operational streamlining measures.
However, its sponsor flagged concerns over the group’s financial position, including negative working capital, negative operating cash flow and overdue receivables, and said it was unable to assess whether the company can continue as a going concern.
SGX also queried the company’s large proportion of long-outstanding receivables, many of which relate to legacy transactions, as well as the absence of finance costs despite outstanding loans.
In response, the company said it is in ongoing discussions with counterparties to recover outstanding balances and continues to explore strategic options, though these remain preliminary.
The regulator further sought updates on a previously announced non-binding memorandum of understanding (MOU) for a potential strategic transaction, with the company saying discussions are still at an early stage.
Incredible Holdings announced in January that it had entered into a non-binding MOU with Hong Kong-based JianQiao AI to explore a potential strategic transaction, which may include a reverse takeover (RTO).
In 2025, the company had explored an RTO with Malaysia-based Sheng Tai International, where a prime land asset would be injected into Incredible Holdings for development.
Formerly listed as Vashion Group, the company changed its name to Incredible Holdings in 2019. Its business has shifted across multiple sectors, from electronics to apparel trading and investment activities over the years. More recently, it has sought to revitalise its business through proposed strategic transactions and RTO deals.
In 2023, an independent review found that joint investments and complex cross-issuances between the company and Ntegrator Holdings were prejudicial to minority shareholders, resulting in a court-ordered winding up of Ntegrator and a prolonged trading suspension for Incredible.
